Noble Witches' End (Part 1)
by vorethewitches
Summary: The losses of multiple witch units have reached the public. Even with the element of surprise gone, Cell seeks to consume the Noble Witches next to take in more magical power to combat the Neuroi. Can the girls of the 506th muster enough courage to fight?


"He calls himself Cell."

The Noble Witches all sat in the briefing room, listening to Commanding Officer Rosalie de Hemricourt de Grunne discussing a sudden and urgent situation on the base.

Both A and B units were present, listening intently to their leader's description of the situation. Usually they were more relaxed than this before heading out to combat, but since this was a completely different enemy they were facing: one who had single-handedly destroyed three entire witch units in only a week's time.

Rosalie stood in front of a map of Europe and North Africa that had giant red X marks over the locations of friendly witch units that had been eliminated. The Strike Witches, Brave Witches, and Storm Witches all became casualties of war - and the one responsible for their deaths was now targeting the highly decorated Noble Witches.

"Do you all understand?" Rosalie asked as the lights dimmed, and a projection of a menacing green being appeared on the wall. "This is not a Neuroi. We're not sure what exactly it is, but it might be some kind of new alien life form."

"That thing managed to kill so many witches?" asked Flight Lieutenant Marian Carl.

Rosalie nodded. "Allow me to show you his favorite method."

A new projection flashed on the wall, this time a collage of pictures indicating something of a long tail that was attached to the back his body. One depicted as a sharp stinger, and another showed it opening up to a cylinder.

Some of the witches in the room moaned. Flying Officer Carla Luksic said, "It doesn't do what I think it does...right?"

Rosalie replied, "Indeed, it is some kind of absorption process. This tail that the creature has opens up, and consumes witches whole. We don't have visual confirmation on that, but that's what our experts believe."

Another Flying Officer, Kuroda Kunika, gave a disgusted look on her face. "Just who came up with that kind of creation..."

"It doesn't matter," said their other Commanding Officer: Heinrike Prinzessin zu Sayn-Wittgenstein, often called Princess by her friends. She stood up and walked next to Rosalie and added, "All you need to care about is destroying this thing for good. Neuroi activity has greatly decreased recently, and I'll bet this thing is why."

Wing Commander of B-Unit Geena Preddy asked, "Has it been destroying Neuroi too?"

Rosalie nodded. "We don't know what it's ultimate objective is. But we do know that it's trying to absorb as many witches around the world as possible. Every time it does, this creature becomes even more powerful, as it uses our own magic against both us and the Neuroi."

Princess interrupted, "However, because it's been absorbing other witches, it means it's vulnerable to other forms of magic as well, regardless of what other powers it's capable of."

Pilot Officer Isabelle du Monceau de Bergendal - nicknamed Isaac - asked, "The ritual?"

"Precisely," Heinrike continued. "I'm certain you're all familiar with it."

The other girls nodded, but Flight Lieutenant Jennifer DeBlanc was still uncertain. "How would it work?"

"Think of it like a Fail-safe. In the event any witch went rogue, other witches would be able to stop her with ease if they worked together. In this case, there is no rogue witch - only a monster who has been stealing magic from witches like they were part of an all-you-can-eat-buffet."

"But that's not all," Heinrike interrupted. "In addition, there has been word of an uprising against all witches; they call themselves an anti-Witch faction. They apparently see us as a threat as well. There has been evidence of them and Cell coordinating attacks on witch units."

Jennifer stood up and planted her hands on the table in front of her. "If they've killed this many witches already, how do we know our plan will work?"

"Rest assured," Rosalie said. "As the late Major Sakamoto said, 'there's nothing a Witch can't do!'"

Heinrike nodded in agreement. "We'll take her spirit - and all the spirits of witches slain by this monster - with us into battle. And we'll show him just what we're capable of when we fight at full strength!"

"That's right," Geena agreed. "Before, the others didn't know what they were up against, and most of them were being picked off one by one. The coward was waiting until he could be alone with a single witch before consuming her. But there's no way he'll do it if we take him on together!"

An alarm sounded off and echoed throughout the base. Rosalie announced, "Alright ladies, it's time for battle! Get to your Striker Units!"

As the Noble Witches stood up and marched out of the briefing to head down to the hangar, Heinrike grabbed Rosalie by the shoulder. "If it comes down to it, I have one ace up my sleeve - a last ditch effort that should destroy this thing for good. But it will also mean my death, and this entire base will be leveled."

Rosalie's eyes opened wider. "Lieutenant...?"

Heinrike smiled. "It's a power I imbued myself with using Neuroi core fragments. I came up with it long before this battle, but now seems like the time that I'm willing to sacrifice myself if need be."

After understanding the possibly dire situation facing them, Rosalie replied, "Just don't do anything reckless, okay? And...that's an order!"

Geena mounted up, and slid into her Striker Unit with the rest of B-Unit. After she summoned her bird familiar, she grabbed her M2 Browning machine gun and looked at her comrades. "Everybody ready?"

"Yes ma'am!" the girls shouted.

On the other side of the hangar, Rosalie had just slipped her shoes off and was ready to enter her own Striker Unit before an officer handed her a report.

She read and studied it for a minute, then looked to the rest of A-Unit. "Good news, girls. A wave of flyboys is coming to aid us, just like we requested!"

"Perfect," Heinrike said. "Remember our strategies that we prepared for this fight, everyone! We're going to go all out on this thing to make sure he doesn't harm a single witch ever again!"

Rosalie also received a transmission in her earpiece from central command. As she finally slid into her unit, she relayed the following message: "Cell has been confirmed in our airspace! This is it everybody!"

One by one, the Noble Witches sped up and took off from the hangar.

Once all nine witches were in formation together in the air, Geena used her long-range eyesight, and informed Rosalie of Cell's closing distance. They all remained stationary after Rosalie gave the signal. "Ease up! The enemy approaches!"

Some of the Noble Witches clutched their weapons tightly, knowing full well what Cell was capable of. One wrong move could mean being sucked into that creature's tail.

The contrail of energy that Cell left behind dissolved as he noticed a blockade of witches in the air. Slowing down, he approached them close enough to have dialogue, but far enough away that they wouldn't immediately attack.

"Well now, isn't this quite a welcoming party!" Cell laughed.

Heinrike raised her arm at the intruder and shouted, "All units, fire!"

A hail of bullets rained down on Cell, but the witches' shields he'd stolen were more than enough to protect himself.

Once all the Noble Witches began reloading, Cell made his move. "Is that all? How predictable!" He opened up his tail, and started pressing forward to take his first victim.

All of a sudden, every witch from both units raised their own shields, and charged forward at Cell, completely surrounding him in the process. Together, they all caged him in using their shields from above, below, and to the sides.

"Hmph! Looks like I underestimated you, huh? You witches are different than the others..."

Heinrike nodded to the others. She yelled to Cell, "We whipped up a little surprise just for you! You might be stronger, but you still have witch's magic inside of you now! That means you can be affected by our own powers as well!"

"What?" Cell began to feel like the pull of gravity was that of Jupiter's, as he could barely move inside the cage.

Isaac gave him a better explanation. "Idiot! When you contracted the powers of a witch, you made a pact that resonates with other fellow witches! You wanted the powers of a witch, but you didn't realize the consequences of gaining them!"

Geena shouted, "Now! All witches begin the ritual!"

"I've never heard of such thing your capable of!" Cell protested.

Together, the witches linked their magic together to try and illicit a negative response from all of the stolen magic inside Cell.

Most of the 506th's magic was consistent with each other, but the link wasn't at full strength.

Jennifer was distracted at the large tail the creature had. Despite it being completely boxed up and harmless, she could sense a disturbing aura emanating from it. While her magic was effective, it also meant pinging back and forth signals and senses between her and Cell.

She began to grit her teeth. One of those senses was the sounds of girls screaming for desperation as they tried fighting his tail. She could even see the whisps of deceased witches struggling, images that burned into her mind while she was trying to focus.

"Something's not right!" Rosalie warned Heinrike as the ritual continued.

"I know, it's starting to weaken."

Inside, Cell tried fighting the ritual with all his strength. There were nine witches in total participating, and he was losing eight of those battles easily. However, one of those witches was vulnerable.

Cell smirked as he sensed Jennifer's anxiety. "Fools! You call yourself an elite unit, but there is a weak link among you that will be your entire team's undoing!" His tail went back and forth between stinger and cylinder mode as he began to taunt her.

While the other witches were able to resist the horrors of Cell's past actions, Jennifer began to weaken, and soon the images became too great for her to bear. All she wanted was to end the ritual so those horrible signals would finally disappear.

"What's going on? Jennifer?!" Geena yelled.

Jennifer's shield disappeared, and she shouted, "No! What you did to them all was...unforgivable!"

"Lieutenant DeBlanc, stop! That's an order!" Heinrike cried out.

It was too late. Jennifer charged towards Cell and decided to take him on with her own magical attack, but after disrupting the ritual, Cell was free from the invisible restraint.

He laughed as he easily evaded Jennifer's dive. "You would have had me if your fear hadn't prevailed!" Cell exclaimed. He burst through the hole in the cage of shields and escaped with ease.

"Damn it! Damn it all!" Heinrike shouted.

Rosalie announced, "All witches return to formation! Looks like we'll have to fight him the old fashioned way!"

Cell noticed a several fighter planes headed in their direction. "So, they had backup, hmm? Those guys would just be a bunch of pushovers, but I can't get distracted and let those witches trap me again!"

He decided to concede the battle for now, and fled the witches.

"Damn it, we had him!" Carla shouted.

"It's alright, Carla," Geena said. "There was no guarantee the ritual would succeed even if Jennifer didn't break down."

DeBlanc started shaking. "I'm...I'm sorry everyone. I...I just saw what he did to the others and..."  
"We _all_ saw," Rosalie said. She put her hand on Jennifer's shoulder and assured her. "We'll get him next time, okay?" She said with a smile.

Cell returned to the site of the old Strike Witches base. Once he informed Maloney in the laboratory of the outcome, he became furious.

"What?! That's preposterous! You're supposed to be one of the most powerful beings in the universe! How could you let yourself be defeated like that?"

Growing agitated at his treatment, Cell replied, "Fool! You don't realize that I've put all my power on the line by absorbing these witches! As long as they exist, all it takes is an ambush by a whole group and I'm done for!"

"Then how did you escape?"

"I got lucky," Cell muttered.

Maloney motioned forward and said, "Follow me." He and Cell walked over to the vats still containing both Mio and Minna's bodies.

"We were able to run some more tests, and experimented with the magical residue that was still in their systems. I think I have just the solution to remedy your problem."

"Like what?" Cell questioned.

Maloney smirked. "Think of it as building an immunity to their magic. We used electricity to charge Mio's body and ran a reverse magical current. We then took Minna's magical current and tried to cast our own spells on Sakamoto here, but her magic was completely repelled."

Cell began to smile. "So, what you're saying..."

"Is that by consuming the Major here, you'll gain a resistance to such a ritual. As long as there are no witches with a reverse magical current as well."

Cell understood the situation. "I may not gain her powers, but this will work just the same!"

Maloney walked over to a scientist, and authorized the action.

The liquid-filled vat containing Mio's body began to drain, and once the glass was lifted, more scientists started to yank the wires off her body.

As she was put flat on her back on a stretcher, Cell noticed her naked body was still fresh from being preserved. It was almost as if she had died just a few hours ago.

He glanced at the hole that he blasted through her head. "Looks like I'll get to gobble you up after all!"  
Maloney said, "Go right ahead and eat up as much of her as you like. We're done with our experiments. We'll leave you alone while you do your business with her."

Cell used his tail to prick Mio in her neck, and began drinking her up. As he felt her fluids enter his body, he sensed the difference in magical current.

A few pounds of Sakamoto's tissue were all Cell needed, but why stop there? More and more he drank of her, and watched as her entire head collapsed and sunk into her shoulders.

Now with his tail inside just a pouch of flesh, all that remained was the rest of Mio's body, arms and legs to follow. Her breasts shrunk to a pair of flabby and empty husks. In a matter of minutes, the headless witch started to look like the body of a little girl.

Once she became the size of a large meatball, Cell was able to drain her even faster, until finally the pile of flesh was sucked into his tail for good.

Cell licked his chops as her last bit of fluids entered his back. He looked at Minna and said, "Don't worry, I'll put her to good use!"

Ever since the skirmish against Cell, the Noble Witches seemed much more tense around their base. It had only been a week, and there was not a single word of their enemy. Even the Neuroi never made an appearance.

"It seems like everybody is on edge lately," Rosalie said to Heinrike, sipping a cup of tea in the dining hall.

"Mmm. It seems like we just fought yesterday, and each witch is still rattled that we failed to stop him."

Eavesdropping on the conversation, Jennifer continued to feel guilty. _I hope I didn't make any of the others angry at me, least of all those two,_ she thought to herself.

Sitting alone in her room, Geena Preddy was gnawing at a pencil, trying to figure out the answers to one of her crossword puzzles. All of a sudden, Carla walked up to her and handed her a cold coke.

"Here, don't be so tight all the time!"

Geena brushed her off. "We're not in the mood for your antics, Carla. Don't you understand the situation?"

"Huh? Not really," Carla popped the cap off and started drinking the soda herself.

Geena sighed and set down her pencil and crossword puzzle. "There's a small faction that wants all witches in the world dead, and their biggest weapon is that thing we just fought last week."

"It's nothin' we can't handle!" she replied, after half emptying the cola bottle.

Geena grew irritated at her fellow Liberion. "You're too relaxed."

Kunika, Isabelle, and Flight Lieutenant Adriana Visconti were on standby in the hangar. Each of them were either tuning their Striker Units or preparing their loadouts. Usually, the girls were all chatting about, but there was a sense of unease after not fighting for a week.

Isabelle sighed. "Am I the only one bored out of my mind?"

"Isaac, the only good day is a boring one," Adriana replied.

Kunika nodded. "We've fought some tough Neuroi before, but that thing last week gave us all the chills," she said while wiping down her unit. "It was hard to concentrate fighting that thing knowing what it's capable of."

"But we all made it back without any injuries, right?" Isaac said. "That Cell creature might have absorbed a lot of witches, but because of that, it's vulnerable to other forms of magic. And if we stay alert, we won't be one of 'em."

"Something tells me it's a lot more complicated than that," Adriana said. "I don't know what it is, but I get the feeling next time around, he'll be a lot more prepared for us."

"Then we'll just have to be even more prepared for him!" Heinrike said as she interrupted.

"Roger that, ma'am!" Kunika said.

Heinrike smiled. "That's the kind of spirit we'll need if we are to beat this thing."

All of a sudden, a blaring announcement resonated in the hangar. Rosalie's voice blasted, "Red alert! Red alert! We have hostile aircraft inbound! I want all operational witches in the air now!"

"What?" the witches collectively asked.

Heinrike cursed under her breath. "It can't be! How could anything fly here so fast without warning?"  
"Is it Cell?" asked Kunika.

Isabelle assured her, "Nah, it couldn't be. She said aircraft, so it must be the Neuroi."

"Enough chit-chat! In the air now, ladies!" Heinrike ordered.

"Yes, ma'am!" the witches acknowledged.

While rushing towards the hangar, Marian and Jennifer ran into Rosalie who had just gave the emergency order. "Squadron Leader?" Marian asked.

Rosalie looked at Jennifer. "Lieutenant DeBlanc, I need you to stay here."  
"Wha-?"

Cutting her off, Rosalie added, "Don't think of this as a punishment, or a way to keep you from dragging us down. I'm telling you to stay here for your own safety. Got it?"

Jennifer reluctantly nodded.

Rosalie looked back at Marian and said, "Let's go, Mari!"

Marian watched as the Squadron Leader was listening to a transmission from her intercom. "What's that? Are you sure?" Rosalie asked. "If that's true, we're going to need reinforcements! Aren't there any strings you can pull?"

As they kept running, Marian cringed as she saw her leader growing increasingly frustrated. "Y-Yes, I understand. We'll have to wrap this up as quickly as possible, then."

Marian asked, "What's wrong?"

"The Neuroi are in our airspace, and Cell has indeed returned. But this time, we're getting no such help," Rosalie began to sweat, and not because they were in a hurry. "If you want to know why I told Jennifer to stay behind, that's why. This could be bad."

Marian thought to herself, _Wow, even the leader is getting nervous._

Once all eight witches were prepped and ready for combat in their Striker Units, they summoned their familiars, grabbed their weapons, and began taking off one by one.

Outside, Cell began blasting down Neuroi ships faster than they could be replenished by a massive hive high above. "I never knew how irritating it is to fight an opponent that constantly regenerates like I do. To think that these witches could keep them at bay long enough like this is impressive."

Cell grabbed one Neuroi ship by its tail, and using all his strength, slammed it into another, destroying them both. "Too bad they can't do that!"

Once they were in the air, the Noble Witches noticed a wave of fighter planes beginning to approach Cell's battle with the Neuroi. "look down there! An entire fleet of ships! Looks like we're getting help after all!" Isabelle shouted.

"That's odd...control never said anything about an allied fleet being available," Rosalie muttered to herself. "No matter, all witches, prepare formation for another ritual on Cell!"

"Are you sure about that?" Kunika asked.

Carla replied, "He seems pretty distracted; I don't even think he knows we're here!"

The Noble Witches approached Cell with caution. The readied their shields, and quickly surrounded him after he disposed of another Neuroi ship.

"Hey!" Cell protested as he was trapped inside another shield cage. "Don't think I'm not ready for this!"

"Begin ritual!" Heinrike shouted. Let's end this quickly so we can finish the Neuroi ourselves!"

Like last time, Cell felt an usually strong restraint on his body. He looked around and said, "So...you cut out your weakest link, did you?"

"Faster!" Heinrike ordered.

"Umph!" Cell groaned as he could feel his muscles locking up. "Damn! Looks like the reverse-magic immunity isn't working!"

Once he was completely frozen - even his tail - the witches began charging their magic for a purging effect. "We've got him this time!" Rosalie said.

"Grrrrr!" Try as he might, Cell was all locked up on his own. Together, the Noble Witches had managed to secure the absorbing creature once and for all.

The Neuroi seemed disinterested in attacking the witches; Cell was a much bigger threat to them then they were.

However, the witches were still defensively vulnerable with their shields converging around Cell.

The planes that had just taken off from the fleet began firing at their targets: not at the Neuroi, but the Noble Witches.

As soon as she was ready to dispel her magic for the end of the ritual, Isabelle felt a burning feeling tearing through her flesh. "AAAHHHHH!" The witch lost her favorite cap, fell from the ritual, and heard her allies screaming in unison.

Other witches were hit in their Striker Units, but managed to escape unharmed, albeit their mobility greatly affected.

Rosalie - who avoided being hit - looked around at her disbanded formation. "Wha - what the hell is going on?!"

Heinrike flew up to her with a blood smeared shoulder. "Let's get out of here! Those fighters are with the anti-Witch faction!"

Without the other witches noticing, Isabelle went into complete freefall. Blood trailed behind her as the mortally wounded witch lost her Striker Units, and crashed into the ground, killing her instantly.

Cell took advantage of the chaos by seeking out one of the more damaged witches from the ambush.

Adriana tried to gather herself, and meet up with the others, but her units wouldn't cooperate. "Damn, I can't regain control!"

As she struggled to operate them properly, a dark figure suddenly appeared behind her in a flash. "You'll do just fine!" she heard someone say.

Without even realizing who it was, a slimy tube covered her face and chest, pinning her arms to her sides. "Mmmmmmm!"

Adriana struggled as she tried to break free. Her units fell off her legs, and Cell began slowly pumping his tail, sucking her up as fast as he could. Her only movement were her bare legs trying to kick at her assaulter, but she was completely blind to where he was.

Cell began to cackle as he began eating his first meal in two weeks. "I've been starving for some fresh witches. Be grateful I chose you first!"

Heinrike and Rosalie began rallying the other witches they could find. Kunika and Carla had teamed up together, and quickly rejoined their Squadron Leaders without much trouble.

"All witches, fall back!" Rosalie shouted through her intercom. "Follow us and return to base! We've been ambushed!"

Adriana could hear her Commanding Officer's words in her ear, but she couldn't respond back. "HEEEELLLLP MEEEEE!" She could only scream, and hope the others could find her.

Marian had sustained moderate damage to her Striker Units after the ambush, but managed to stay in the air long enough to shoot down several enemy planes. "YOU BASTARDS!"

It wasn't long until she saw Cell with his tail consuming a witch, but she wasn't sure who it was. "No! He's gotten to us already!" She began pulling the trigger, but Marian expended all of her ammo on the fighter planes she shot down.

Marian glanced back at her captured comrade and saw her legs disappear inside Cell's tail. "Damn it all!" She cursed as she retreated back to her unit.

Still alone, Geena was also at work trying to shoot down the aircraft that had attacked her friends. Once most of them were cleaned up, she looked at the Neuroi and said to herself, "I wonder what they're up to."

Cell appeared out of nowhere and warned, "You ought to be more aware of your surroundings!"

Geena flew backwards and began shooting at the enemy, but her bullets were being deflected by a witch's shield. Trying to reload, she noticed the ears and a tail of a Caracal - Adriana's familiar - poking out of Cell's body.

The startled witch began losing her composure. "Wh - where's Visconti!"

Cell slapped his belly. "Right in here!"

Geena used her shields to block Cell's tail, as it became ravenous again for yet another witch. With her life in danger, she abandoned her weapon and decided to pull off a trick move with her Striker Units. Geena swung upside down and over Cell's head, landing on the back of his neck, and resting her units on his shoulders.

She channeled all of her magic into her units, and began emitting intense smoke from both of her engines.

Cell began coughing and choking on the smoke. "Get off of me!"

Not knowing what else to do without a weapon and limited magic, Geena could only hope to snuff him out. "You're going straight to hell!"

Although Cell was quite distorted by the exhaust from her units, his tail managed poke its way up to Geena's uniform, and inside her underwear.

As she continued to exhaust as much smoke as she could, Geena felt a popping sensation inside her midsection. "UGGHH!"

Blood began dripping down Cell's tail, as he started to melt her down. He laughed as he grabbed the witch by her units, and trapped her on his shoulders. "It's time for supper!"

More and more of Geena's fluids became sucked out through her body. She grew tired out as much of her blood had been lost, but before she completely blacked out, her striker units fell off, and Cell's tail pulled out.

Now looking like he was giving her a piggyback ride in midair, Cell grabbed Geena's bare legs. "Say hello to your friend when you meet her!" He laughed, and turned his stinger in to a cylinder as tail plunged down on Geena's head. Her legs lifted off his shoulders, and higher into the air.

There wasn't much resistance in this one, Cell thought to himself. Still, a witch was a witch, and she contained her own unique powers for him to take. Geena's bare feet were poking out as he was swallowing her up in a matter of seconds, before she disappeared completely.

A minute later, the lump in his tail disappeared into his back, and a bird familiar replaced that of the Caracal.

Using Geena's far-seeing and enhanced kinetic vision he just acquired, he noticed five witches retreating back into their base. He looked up at the Neuroi, and said, "Looks like we'll have to put this on hold."

Cell stretched out his arm, and prepared to fire a massive beam of energy at the base where the witches fled inside.

The surviving witches landed in chaotic fashion in their hangar.

After taking sliding their units off and regrouping, Rosalie shouted, "Sound off! Who did we lose?"

Heinrike bit her lip in frustration. "Flight Lieutenant Visconti, Pilot Officer Bergendal, and Wing Commander Preddy."

"Damn it!" Carla slammed her hand into a wall, smashing it with her magic. "What the hell just happened out there!"  
"It would seem that someone has it out for us, even in our own base."

"What?" Kunika asked.

"Whoever it is, it's not safe here. We need to find a hiding place and - "

All of a sudden, the base started to rumble. "What's going on?!" Heinrike yelled.

The hangar began to collapse after a loud explosion was heard just outside. The ceiling started to fall down, and metal, lights and debris came crashing down on the witches.


End file.
